Common use of Form S-3 Registrations Clause in Contracts

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 and 7.02 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such form. Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty (30) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 3 contracts

Samples: Shareholder Agreement (F Jotan LLC), Priority Shareholder Agreement (Jotan Inc), Shareholder Agreement (Jotan Inc)

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Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 and 7.02 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such formform so long as such request is for an aggregate offering price of at least One Million Dollars ($1,000,000). Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty fifteen (3015) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 2 contracts

Samples: Shareholder Agreement (Seacoast Capital Partners LTD Partnership), Shareholder Agreement (Valuestar Corp)

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 6.01 and 7.02 6.02 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such form. Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty (30) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.036.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Shareholder Agreement (RSTW Partners Iii Lp)

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 2.a. and 7.02 2.b. above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such formform so long as such request is for an aggregate offering price of at least One Million Dollars ($1,000,000). Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty fifteen (3015) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Registration Rights Agreement and Shareholders Agreement Amendment (Valuestar Corp)

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 2.a. and 7.02 2.b. above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after any Holders of no less than 20% of the Cut-Off Date, any Holder of Registrable Securities may request in writing not more often than once during any 180-day period that the Company register shares of Registrable Securities on such formform so long as such request is for an aggregate offering price of at least Five Million Dollars ($5,000,000). Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty fifteen (3015) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Investors Rights Agreement (Valuestar Corp)

Form S-3 Registrations. In addition to the registration rights ---------------------- provided in Sections 7.01 and 7.02 above, if at any time the Company is eligible ------------- ---- to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such form. Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty (30) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its ------------ best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Shareholder Agreement (Rice Partners Ii L P)

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Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 5.1 and 7.02 5.2 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such formform but no such request may be made with respect to less than twenty-five percent (25%) of the outstanding Registrable Securities. Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent spit to the Company within thirty (30) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.035.3. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration Registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Value Participation Agreement (Amerigon Inc)

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 6.01 and 7.02 6.02 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Datecapital stock, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such form. Upon receipt of such request, the Company will promptly notify all holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty ten (3010) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.036.03. Thereupon, Thereupon the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Ultrak Inc)

Form S-3 Registrations. In addition to the registration rights provided in Sections 7.01 and 7.02 above, if at any time the Company is eligible to use Form S-3 (or any successor form) for registration of secondary sales of Registrable Securities, Rice or, after the Cut-Off Date, any Holder of Registrable Securities may request in writing that the Company register shares of Registrable Securities on such form. Upon receipt of such request, the Company will promptly notify all holders Holders of Registrable Securities in writing of the receipt of such request and each such Holder may elect (by written notice sent to the Company within thirty (30) days of receipt of the Company's notice) to have its Registrable Securities included in such registration pursuant to this Section 7.03. Thereupon, the Company will, as soon as practicable, use its best efforts to effect the registration on Form S-3 of all Registrable Securities that the Company has so been requested to register by such Holder for sale. The Company will use its best efforts to qualify and maintain its qualification for eligibility to use Form S-3 for such purposes.

Appears in 1 contract

Samples: Shareholder Agreement (Massic Tool Mold & Die Inc)

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